RULE 497(e)
REGISTRATION NO. 33-8982
THE VICTORY PORTFOLIOS
STOCK INDEX FUND (THE "FUND")
SUPPLEMENT DATED MARCH 29, 1996
TO THE PROSPECTUS DATED MARCH 1, 1996
Effective April 1, 1996, the information contained in the last two paragraphs
under the heading "Investment Adviser and Sub-Adviser" on page 19 of the
Prospectus for the Fund, is replaced in its entirety with the following:
The person primarily responsible for the investment management of the Fund, as
well as her previous experience is as follows:
PORTFOLIO MANAGER MANAGING
MANAGER FUND SINCE PREVIOUS EXPERIENCE
Malini S. Menon April 1, 1996 Vice President and Portfolio Manager,
Society Asset Management, Inc. since 1996;
Assistant Vice President, KeyCorp/Society
Management Company since 1992; Senior
Financial Analyst, Ameritrust Corporation
since 1990.
Investors wishing to obtain more information should call the Fund's Transfer
Agent, Primary Funds Service Corporation, without charge at (800) 539-3863.
